


Saving Homura

by WestOrEast



Category: Mahou Shoujo Madoka Magika | Puella Magi Madoka Magica
Genre: Bondage, Breast Fucking, F/F, Girl Penis, Magic Cock, Roleplay, blowjob, parental roleplay
Language: English
Status: Completed
Published: 2019-02-18
Updated: 2019-02-18
Packaged: 2019-10-31 05:58:36
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 7,029
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17843756
Author URL: https://archiveofourown.org/users/WestOrEast/pseuds/WestOrEast
Summary: Homura's got a problem. A big, hard, throbbing problem that only gets bigger every time she tries to deal with it. And there's no one else to help her but Mami. Not that Mami has the slightest problem with that.





	Saving Homura

**Saving Homura**

  
Homura had a problem. A big problem. A problem that was hard and difficult to deal with.  
  
She had a cock. It wasn’t a big cock, but it was still there. And Homura didn’t have a cock before fighting that Witch.  
  
And she was _really_ hoping that the killing the Witch didn’t mean she was stuck with this thing now. Because Homura didn’t _want_ a cock. Not even a tiny one like that. She knew how big men could get, and a four-inch dick wasn’t, in the grand scheme of things, that important. But Homura wanted her vagina back, not a penis.  
  
Especially because Homura’s Soul Gem was somehow stuck onto it. She had no idea how that had happened, but, then again, she also didn’t know how she had gotten a penis, exactly. Well, that was one thing she could deal with, at least.  
  
Homura reached down and wrapped her long, slender fingers around her new addition. She could feel her Soul Gem pressing against her thumb, and feel the ring of the gem wrapped around the base of her shaft. She took a deep breath, and started pumping up and down, trying to get _her_ off of… well, her.  
  
Homura quickly noticed two things. One was that her Soul Gem wasn’t moving. The other was that it was feeling really, _really_ good to touch herself like that. Really good.  
  
Homura bit her lip and whimpered, feeling the pleasure growing and growing inside of her, even as she tried to get her Soul Gem to pop off of her shaft. And as she did so, a stream of images and ideas flashed through her mind. Mostly of Madoka, of course. Madoka in her pajamas, Madoka in her swimsuit, Madoka in her school uniform, Madoka _naked_ (Homura blushed even harder at that). But there were also plenty of images of Kyouko and Mami and even Sayaka (underneath Homura’s boot heel).  
  
Homura gasped, her eyes opening wide as she felt the pleasure inside her boiling up, past the point she could resist it. She moaned, feeling her penis twitch in her grip. She- she was cumming!  
  
Homura’s jaw hit her chest as two things happened. One was that she came, the orgasm feeling better then anything she could have imagined. If she had been standing, she would have been driven to her knees. As it was, her cum splattered all over her stomach, forming tiny, hot white puddles on her skin.  
  
The second was that her dick grew. It was _doubled_ in length, growing from a tiny four inches to an impressive _eight_ , all in the space of a second or so.  
  
Homura couldn’t believe it. In fact, there was a lot she couldn’t believe, such as just how _good_ it had felt to touch herself like that. And if it would feel even better if she did it again.  
  
Blushing heavily, Homura wrapped her fingers around herself once again. She was still completely hard, and there were still some wonderful, wonderful ideas about Madoka and the other girls she hadn’t… fully considered.  
  
Homura blushed heavily as she started stroking herself. Well, even if she didn’t want this appendage, at least that was the only problem there was with it.

*******

Homura frantically knocked on Mami’s door, ready to get out an ax if the blonde girl didn’t open up right _now_. She really, really needed to see the older magical girl. Right this very minute.  
  
“Yes, what is it?” Mami asked, a tad grumpily as she opened the door. “Homura!? What are you doing here?”  
  
Homura took a deep breath, trying to stay as calm and impassive as she could. And that was so, so hard to do when the fear of her imminent death was combined with the gut-twisting arousal inside of her lower body. And from how her mammoth, sixteen inch dick was firmly outlined by her tights.  
  
“I have a problem,” Homura said, a waver entering her voice. “And you’re the only one who can help me.”  
  
That was obviously the right thing to say. Mami’s face lit up in a bright, sunny smile as she tugged Homura inside. Homura didn’t see any reason to mention that she had come to Mami because Kyouko was too far away and Madoka and Sayaka weren’t magical girls yet.  
  
“What is it, what is it?” Mami asked, glowing with happiness at the idea of getting to help out someone else. “Homework? Tips on hunting Witches? Just ask me and I’ll be… glad… to… help…” Mami slowly trailed off as Homura lifted her skirt.  
  
It was impossible _not_ to see Homura’s cock. Her tights could barely contain it, they clung so closely to her body normally. Homura knew that if she looked down, she’d be able to see the massive shaft, with an additional bulge formed by her violet Soul Gem.  
  
“This happened when I was hunting a Witch,” Homura said. She quickly passed over how good it had felt to masturbate and then cum, twice, and how big her cock had gotten as a result.  
  
“I contacted Kyuubey, and he said that the only way for it to go down is by,” Homura closed her eyes and sighed. This was really, really embarrassing. “Is if I cum on or inside another magical girl. He _also_ said,” Homura’s face twisted in a scowl, “that it will double again at the stroke of midnight. My Soul Gem,” Homura’s voice quivered a bit at the thought of such a humiliating fate, “will shatter if this gets any bigger. It just won’t be able to wrap around it.”  
  
“And so you need my help,” Mami said, staring intently at Homura’s shaft. It was embarrassing, but Homura could also feel her sensitive shaft twitching underneath Mami’s eyes. “Of course I’ll help you, Homura,” Mami said with a bright smile, lifting her eyes. “What kind of magical girl would I be if I didn’t?”  
  
“Really?” Homura asked, shocked at how easily Mami had agreed. “Just like that?”  
  
“Oh, of course,” Mami said, taking a step closer to Homura. “I had to help Kyouko deal with the exact same curse years ago, so I know you’re telling me the truth.”  
  
That _had_ been the problem Homura had foreseen, yes. Such a story, who would believe it? She had been thinking she would have to, ugh, rely on Kyuubey. But if Mami was willing to move past that and get onto the more important matter of keeping Homura alive, Homura was _quite_ willing to move along with her.  
  
“Come in, please,” Mami said, stepping back and ushering Homura deeper into her apartment. Homura followed her, barely glancing at all the familiar decorations.  
  
“Now, it really does have to be with a magical girl,” Mami said, turning back to look at Homura with a bright, almost _hungry_ smile. “So I’ll make sure you get to be with the most experienced magical girl in the city!”  
  
Homura had enough control over herself to not roll her eyes. Instead, she watched as yellow ribbons appeared, wrapping Mami up, before falling away to reveal the blonde girl in her musketeer uniform. Homura had to admit, Mami did look good in it.  
  
“The wonderful Mami Tomoe, appearing with elegance,” Mami said, striking a pose as she finished transforming. There was a broad smile on her face.  
  
Despite herself, despite the extremely urgent worries Homura had about a whole host of things, she had to smile slightly at Mami’s enthusiasm. And at how her uniform put her already excellent… qualities on even further display. The eye was naturally drawn to the laces running down the center of Mami’s chest, in between her large breasts, for example.  
  
“Now, just join me in the bedroom and let me take care of you,” Mami said, smiling widely.  
  
It was impossible for Homura to resist the hand Mami put on her back, propelling her into Mami’s bedroom. Unlike the living room, Homura hadn’t been in here very often. But it followed the same theme as the rest of Mami’s home, filled with matching, warmly colored furniture and decorations.  
  
But the only thing Homura really had eyes for right now was Mami. The older magical girl sat Homura down on her bed, and then sat right next to her. They were shoulder to shoulder, and thigh to thigh. Homura felt a blush creeping onto her face as she did her best to stare straight ahead.  
  
“Now, here we go,” Mami said, making conversation for two as she rested her hand against Homura’s crotch. “Wow, this is even bigger then Kyouko’s was.” She flashed a bright smile at Homura that made the lanky girl’s heart beat faster. “Don’t worry, I’ll handle it.”  
  
Homura could easily believe that. Just Mami’s _hand_ felt good, rubbing against Homura’s cock through her skirt, tights and panties. What would it feel like when Mami actually wrapped her fingers around Homura’s shaft?  
  
Mami lifted her hand a bit, so that she could slide it into Homura’s skirt. Homura gasped, feeling the warmth of Mami’s hand against her. And then she gasped a lot more loudly as Mami wrapped her hand around _her_. It felt good. It felt so, so good and Mami hadn’t done a single thing yet.  
  
Homura _really_ hoped she didn’t cum before Mami actually did anything. That would be embarrassing beyond words. Even just a few strokes would be enough to let Homura keep her pride, if not her cleanliness (she really should get out of the uniform).  
  
“Now, I want you to be sure to tell me if anything hurts or feels uncomfortable, alright?” Mami said, her voice whispering in Homura’s ear. “I want to take good care of you, after all.”  
  
Homura nodded, her face as red as a cherry tomato. She was sure Mami could take _very_ good care of her. In fact, Mami would probably think she had died and gone to heaven if she aged up eight years and Homura, Madoka, Sayaka and Kyouko all aged _down_ a few years, and had to move in with her.  
  
“Up and down, up and down,” Mami said, half to herself as she stroked Homura’s cock. “My, you really are big, aren’t you?”  
  
There was nothing to say to that. There was nothing Homura felt she even _could_ say. She was getting far too close to an orgasm, far too quickly. Her hands balled into fists and she bit her bottom lip, urging herself not to give in so quickly.  
  
And she couldn’t. After less then a minute of stroking, Homura came. Her head snapped back, her hair brushing the sheets of Mami’s bed as she came. Her dick pulsed inside Mami’s firm, gentle grip as Homura came and came and came.  
  
Homura came a lot more then the two times she had masturbated by herself. A _lot_ more, far more then could be explained by just having her dick grow. She knew it was because of Mami’s soft hand, and from all the things Homura had thought of on her way over here.  
  
Homura stared down at her crotch. She could see the thick, hot, white semen soaking through her tights, seeping up through the black, stretchy material. And her cock was still rock hard, and still just as big as it had ever been.  
  
“That’s funny,” Mami said in a puzzled tone of voice. “When I helped Kyouko, as soon as she came, it vanished. I wonder why yours didn’t?”  
  
“I don’t think it changed at all,” Homura groaned, feeling the semen spreading around on her crotch.  
  
“No, no, it did. A bit, at least. Perhaps an inch?” Mami said, giving Homura another stroke. Homura groaned. “I know what happened!”  
  
Homura turned to look at Mami. Mami’s eyes were shining as she drew her semen-covered hand out of Homura’s panties. Homura gulped, glancing down at it.  
  
“Both you and Kyouko must have fought a familiar that spawned off of the original Witch, and that grew to become its own Witch. Or maybe one of you fought the original and the other fought a grown familiar. _Anyways_ , the one you killed was more powerful then the Witch Kyouko fought.” Mami was waving wildly as she talked. “So that’s why your penis didn’t disappear! You must need some more stimulation before it vanishes.”  
  
“Lots more,” Homura said, swallowing nervously.  
  
“Yes, that’s true,” Mami said, shrugging her shoulders. Then she smiled widely. “So let’s get started, shall we?”  
  
Homura nodded. She was going to need to cum seven times tonight, just to get her penis down to eight inches. Fifteen times, to get rid of the entire thing, assuming it went down in size one inch per orgasm. Before midnight, too, and it was already dark out. On the other hand, if all her orgasms came as quickly as this one, that wasn’t such a problem. Homura swallowed and turned to face Mami.  
  
“Let’s get started.”

*******

Homura was discovering that fear was _not_ helpful for arousal. She kept on glancing at the clock, watching the hands climb far too quickly to twelve. She kept on thrusting, pumping her cock in and out of Mami’s breasts, but she was horribly worried that they wouldn’t have time.  
  
This would be Homura’s seventh orgasm, and it would be coming just in time. Or be coming too late. No! That wouldn’t happen!  
  
Gritting her teeth, Homura reached down and grabbed Mami’s shoulders. The older magical girl smiled up at her, still seeming completely calm and in control, even though she had to know about the time limit just like Homura did. There was still a bit of cum leaking out from her mouth where she had given Homura a blowjob.  
  
Mami was stripped to the waist, her blouse hanging down onto the floor. She still had her hat on, and her gloves were still on the hands that were pressing her large, beautiful breasts together. It was an extremely erotic sight, and one that Homura knew she would be remembering for a long, long time after this, assuming she survived.  
  
“Come on, Homura,” Mami said softly and gently. “Don’t my breasts feel wonderful? Don’t you love how soft they feel, wrapped around your thick, hard cock?”  
  
Homura had no idea Mami could be so good at dirty talk. She would never have thought it from the blonde magical girl. But Mami had a seemingly endless stream of things to say, coaxing Homura on through one orgasm after another.  
  
And it had been such a struggle to get those orgasms. The first one had been a fluke in how easily it had come. For the rest of them, Mami and Homura had to work _hard_ to get each and every one of them. But Mami had risen to the task, coming up with idea after idea for how to stimulate Homura.  
  
“Mami. Mami!” Homura groaned, squeezing down on Mami’s shoulders. “I’m going to cum!”  
  
“Cum for me, Homura. Cum for Mami, cum all over-!”  
  
Mami’s sweet words were cut off as Homura started cumming. As she started cumming right in between Mami’s breasts. Homura gasped for air, feeling like the pleasure welling up inside her was too great to stand.  
  
Both Homura and Mami stared down at Mami’s large breasts, as cum bubbled up from Mami’s tight cleavage. Homura was cumming a lot, and forcing a lot of it up, in between Mami’s boobs and out from the valley they formed. And it felt so, so good. Both the actual orgasm and looking at Mami with cum on her boobs.  
  
And it was just in time. Even as Homura slumped down in relaxation, the clock struck midnight. Instantly, her cock shot up, hitting Mami on the chin and splattering the cum around even more of Mami’s chest.  
  
“…Well,” Mami said after a minute. “I’m glad you came to me when you did, Homura. It looks like we were just in time.”  
  
Homura mutely nodded. Sixteen inches again. And it would double again twenty-four hours from now.  
  
Mami stopped pressing her breasts together and stood up. Homura’s eye was instantly drawn to how Mami’s large boobs fell apart, revealing the cum that completely coated them. She swallowed heavily, staring. She had done that. And it had felt so, so good.  
  
“Unfortunately, it really is time for me to go to bed,” Mami said. “And you should as well. But don’t worry, we can get an early start tomorrow morning,” she added, patting Homura’s shoulder.  
  
“I see,” Homura said.  
  
Sleep wasn’t exactly _required_ for a magical girl. Enough magic could easily make up for it, and _more_ magic could get rid of the bags that tended to form underneath Homura’s eyes after three or four days without sleep. She wished she could convince Mami to do the same, but she knew there was no way the blond girl would agree to such a waste of magic _or_ not looking her best.  
  
“You can stay with me for the night, though,” Mami added, patting her bed. “After all, with everything we’ve done, it’s nothing to share a bed, is it?”  
  
Homura shook her head mutely. She _wanted_ to sleep next to Madoka. But, right now, that would raise some very large questions. (Sixteen inches large, in fact). And it would take a while to get over to Mami’s home from Homura’s apartment, and Homura wanted to spend as much of tomorrow taking care of this problem as she could. It all rather made sense, she supposed.  
  
“Very well,” Homura said, flipping her hair. “I don’t have any pajamas, I’m afraid.”  
  
“No, you wouldn’t,” Mami said musingly. “And nothing I have would fit you.” Homura didn’t think Mami needed to jiggle her breasts at that or twitch her hips from side to side. “The nightgowns would just fall right off of you.”  
  
Mami was doing a very large favor for Homura, so Homura didn’t glare at her. Instead, she kept on staring straight ahead, slowly breathing in and out while she counted to ten.  
  
“Thank you for the commentary, Mami,” Homura said as calmly as she could. “I suppose I’ll just have to sleep naked, then.”  
  
“Yes, I suppose you will,” Mami said with a small smile that said just how okay she was with that situation.

*******

Homura opened her eyes. After a brief moment of disorientation, she remembered where she was. In Mami’s bedroom. Right next to Mami, in fact. And a Mami who had forgotten to change back from her magical girl state into normal, given the faint pressure Homura could feel.  
  
And, most importantly, a Mami who had gone to sleep naked, so that Homura wouldn’t feel weird. Homura hadn’t believed that explanation for a moment, but hadn’t thought it would be a good idea to call Mami a liar right to her face when the blonde girl was helping her out so much. And that was a fact Homura had been very, _very_ aware of all night.  
  
She had barely gotten any sleep at all, knowing that Mami’s amazing, wonderful, completely naked body was right next to her. And just how easy it would be for Homura to turn over and start working on the first orgasm of the day. Mami’s breasts, Mami’s cheeks, Mami’s thighs, it didn’t really matter to Homura. She knew that whatever she took would feel good.  
  
And now, after far too many hours of trying to sleep while thoughts of Mami danced in her head, Homura had had enough. She was rock hard, her dick poking up against the bed sheet, and she _needed_ to have sex, or else she was going to explode. And since Homura couldn’t masturbate, that meant that Mami would have to help.  
  
Homura turned over on her side to look at Mami. Mami was still asleep, and apparently having a nice dream, given the smile on her face. Well, Homura was going to give her something even better to wake up to.  
  
Homura moved slowly, carefully, making sure not to wake Mami up. She crawled on top of Mami, supporting her weight on her limbs so she wasn’t actually touching the older girl. Homura _had_ to stop and take a moment to appreciate what she was looking at.  
  
Mami looked wonderful like this, sensual and innocent. Her face was as pretty as it ever was, her lips slightly parted, and a light glow on her cheeks. Her breasts slowly rose and fell as she breathed in and out. Her legs were slightly spread, leading the eye to travel up along them and towards her crotch. Homura swallowed heavily as she stared at Mami’s neatly-trimmed triangle of hair, pointing down at her pussy. Maybe Homura was just seeing things, but she swore there was a glimmer of arousal there.  
  
Homura couldn’t wait anymore. She had gotten a taste of Mami’s folds last night, and she wanted to sample them again. She slowly lowered herself down, directing her cock towards Mami’s waiting pussy. She was sure the blonde wanted this, that Mami was probably _disappointed_ that Homura had waited so long before doing anything.  
  
Well, even though Mami was well below both Kyouko and Madoka in how Homura thought of her, the dark-haired girl could indulge Mami in this. She’d give the older girl exactly what she wanted. And, of course, it would feel _amazing_ for Homura as well.  
  
Homura sighed as she slid into Mami’s pussy. Just as she thought, the blonde, busty girl was soaking wet. Homura wondered if Mami was this aroused all the time, or if she had been having the same dreams that Homura had been having. Either way, it felt _wonderful_ to be inside Mami’s pussy.  
  
Homura stared down at Mami as she thrust into the girl. She was using enough force to make Mami’s boobs jiggle with every thrust, sending them shaking around as she slid in and out. The tightness felt _wonderful_ , and so did the heat and the wetness.  
  
Then Mami clamped down tightly around Homura, and the slender girl’s pace quickly slowed. Homura lifted her gaze from Mami’s bouncing boobs to Mami’s face. Mami had an amused smile as she stared up at Homura.  
  
“How bold of you, Homura,” Mami said, laughter underlaying her words. “When I said we should get an early start today, I didn’t think it would be quite _this_ early.” She twitched her hips a bit, making Homura’s cock press against her walls in new and exciting ways. “But there’s no reason for you to stop now.”  
  
Homura started thrusting again, as Mami slightly relaxed. Homura couldn’t believe how good Mami felt. And Mami was feeling pretty good, all on her own. As Homura fucked her, Mami raised her hands and started playing with her breasts.  
  
And they were such good breasts. Homura was jealous, just a little, of them. She wouldn’t want boobs _that_ big, they just wouldn’t fit on her body. But half the size of Mami’s generous curves? Yes, that would be wonderful.  
  
Well, if Homura couldn’t actually get her own boobs to grow, at least she could enjoy Mami’s. She could look at them and touch them and lick them and drive her cock in between them. So many wonderful things to do with Mami, and Homura was pretty certain that she was the _only_ one to get to do them with the blonde girl. Even with Mami’s lewd body, Homura was certain that Mami had never acted on her own desires. Beyond the time with Kyouko, Homura supposed.  
  
The thought of a Kyouko from several years ago and the Mami of now, their bodies entwined, was a real jolt to the system. Homura shivered as the arousal flooded through her. She picked up the pace, slamming her hips back and forth into Mami’s pussy.  
  
Mami was starting to moan, her eyes hooded with lust. She stopped playing with her breasts, and wrapped her arms around Homura in a hug, tugging her down for a kiss. Homura’s eyes shot open wide, but she simply _had_ to return the kiss.  
  
Mami was a good kisser. Her tongue pressed against Homura’s lips, and her own lips were very, very soft. Homura knew exactly how soft they were, in fact, since she had felt them wrapped around her cock for a solid twenty minutes last night. But, somehow, kissing Mami felt even better then getting a blowjob from her.  
  
Homura squeaked into the kiss as Mami wrapped her legs around the small of Homura’s back, driving Homura closer against Mami. Homura was pressed up against Mami now, kissing her and playing with her full, soft breasts even as she drove her cock into Mami’s pussy again and again. It felt wonderful, all of it. It felt so good that Homura was barely able to stand it.  
  
And that was a good thing, since Homura had sixteen orgasms to go before the day was over. Homura embraced the orgasm that was welling inside of her, urging her pleasure to come and to let her coat Mami with her cum. It would feel wonderful, and Mami would probably enjoy it as well.  
  
“Ohhhh yesss!” Homura moaned, in a tone of voice she would normally _never_ use. “Mami,” she had to speak in between kisses, since Mami wasn’t letting up, “I’m cumming.”  
  
“Good,” Mami groaned. “Cum for me, cum in me!”  
  
That was a request Homura was more then willing to grant. She leaned down and kissed Mami again, in a breath-stealing kiss. At the same time, she felt her dick pulsing inside of Mami’s tight, wet folds. It felt so good.  
  
Homura’s first orgasm of the day was a big one. She moaned, feeling the pleasure racing through her body. Jet after jet of cum was pumped out of her and into Mami’s pussy, stuffing the blonde girl with semen.  
  
Mami’s hands tightened on Homura’s shoulders as she came as well. The two of them moaned in unison, feeling the pleasure surging through both of them, not leaving room for anything else. Homura’s entire body jerked, making her cock shift from side to side inside of Mami, stimulating the blond girl even more.  
  
Both of them collapsed onto Mami’s bed, Homura on top of Mami. Homura could feel her cum drooling out of Mami’s pussy, the hot, white semen running down the blonde’s thighs. That had felt good. Great even. But although Homura could feel her cock shrinking a bit inside of Mami, she was still just as hard, and there was still just as much arousal bubbling inside of her.  
  
“So, what now?” Homura asked, looking down at Mami, her cheeks red and sweat beading on her forehead.  
  
“Oh, I came up with plenty of ideas during the night,” Mami said, with a wide smile. “Don’t you worry, Homura. I’m sure we’ll have the chance to try out each and every one of them.”  
  
That wasn’t what was worrying Homura. But there also wasn’t any choice but for her to go along with what the other magical girl wanted.  
  
“Very well,” Homura said as calmly and impassively as she could, as if she wasn’t still buried inside of Mami. “What do you want to start with?”  


*******

Mami hadn’t been joking around about the number of ideas she had, Homura reflected. Either the blonde had an extremely active imagination that had been working overtime last night, or she had been building up these ideas for a long, long time. Either way, she was getting her chance to act out every single one of them with Homura.  
  
“Mami,” Homura tried to say.  
  
“Now, now,” Mami said, laying a finger on Homura’s lips. “That’s not what you should be calling me, is it?”  
  
Homura rolled her eyes. She took a deep breath and told herself that feeling this good meant that the issue of names really was a small price to pay.  
  
“Mommy,” Homura said, doing her all to keep her voice level. “Please,” Homura took a deep breath to steady herself, “please help me to feel good like you did last time.”  
  
“Oh, of _course_ ,” Mami said, all smiles and cheer. “I’ll do anything to help my sweet baby girl.”  
  
Homura was just glad that all of Mami’s clothes were, well, _Mami’s_ clothes, and not anything that she could fit in. Of course, that meant that Homura was nearly naked, wearing only some badly dislodged panties and a bra. It was still better then the overalls and floral shirt Mami would probably have tried to get her to wear.  
  
Mami was quickly stroking Homura’s shaft, with Homura’s head resting in her lap. Homura couldn’t help but notice both how soft Mami’s thighs were, and how she couldn’t actually see Mami’s face like this. The blonde girl’s breasts cut off the view.  
  
Homura was twitching around, trying not to squirm too much. Mami’s hand felt extremely good wrapped around Homura’s cock. She had slathered it in lotion, and was using a quick pace, not too firm, and not too soft. It felt _wonderful_ , Homura had to admit.  
  
“Now then, Homura,” Mami said, “you can always come to Mommy and tell her all about any trouble you’re having. And always do my best to take care of my little baby.”  
  
Homura wondered if she would have found this so hot (despite her own best efforts) if she had actually ever known a real mother. But there was something _extremely_ comforting about having Mami take care of her and tell her that everything was going to be okay.  
  
And Homura was actually starting to think that things might be okay. Her cock was down to nine inches, and the previous seven orgasms she had felt rushing through her had each been better then the last. Sure, they had a long way to go yet, but it wasn’t even noon yet. And Mami sounded like she still had plenty more ideas to use on Homura.  
  
“Ma-Mommy,” Homura corrected herself, her hips starting to twitch underneath Mami’s skilled hand, “I’m going to cum!”  
  
“Do it, Homura,” Mami urged, her voice soft and sweet and caring. “Let it all out, and you’ll feel so much better.”  
  
Homura did. And she _did_ end up feeling better. It felt so good to cum, to once again let out a huge load of cum all over Mami’s hand and Homura’s stomach. Homura twitched and moaned, pressing her head against Mami’s soft, soft thighs.  
  
Homura’s production of semen seemed completely unrelated to how big her dick was. She just flat-out came a _lot_. Mami had been forced to take a shower to clean herself off after a blowjob, a titjob and two pussy fuckings had left her so slathered with cum she looked like a porn star. Of course, Homura had joined her in the shower, since she had worked up a pretty good sweat as well. And from there, things had gone as could be expected, and Homura had cum for the fifth time while pressing Mami against the glass shower door.  
  
“Oh dear,” Mami said, lifting her cum-covered hand and examining it. “What a mess I’ve made. Don’t worry, sweety,” Mami continued, patting Homura’s head with her other hand. “Mommy will take care of it.”  
  
The minor irritation Homura felt was quickly displaced by arousal as she watched Mami lick her hand clean, her tongue darting out to slide along her fingers and palm. Mami paid a great deal of attention to her hand, slowly licking it and getting every last drop of cum off of her. By the time she was done, Homura was more then ready to fuck the older magical girl once again. And this time, hopefully, without having to pretend like she was six.  
Homura reached up and grabbed Mami’s breasts. Her fingers sank into the soft flesh, and Homura quickly found Mami’s nipples. She lightly ran a finger over them, loving how Mami softly gasped.  
  
“Oh my,” Mami said, looking down and smiling at Homura. “Such willful behavior, Homura. I don’t think I can let that sort of thing stand.”  
  
“I’m standing up right now,” Homura said, dead-pan, nodding at her cock. She didn’t stop playing with Mami’s breasts for a second.  
  
A strangely amused look passed over Mami’s face as she glanced at Homura and then, oddly, at the wall. Then she smiled, wide and large and raised her hands.  
  
“No you’re not,” Mami said. A flash of yellow ribbons erupted from her hands, scooping Homura up and pinning her to the wall, neatly avoiding the various shelves and pictures Mami had along it. “But now you are.”  
  
Homura briefly struggled before accepting that she was quite caught. Each of her limbs were held out from her body, forming a X shape. There was even a thin yellow choker around her neck, and more showcasing her modest (extremely modest) breasts. The only part of her that didn’t have a ribbon around it was her cock. That was standing up stiff, still as hard as ever.  
  
“There,” Mami said, hopping off of the bed. Her uniform materialized around her, doing absolutely nothing to detract from how sexy she was. “Now, Akemi,” Mami grinned widely, showing just how _much_ she was enjoying this. “You’ve been one bad magical girl, haven’t you?”  
  
Homura didn’t try to hide how ridiculous she thought Mami was being. Mami saw the expression on Homura’s face, and that only made her grin grow wider. She got up close in Homura’s space, resting one hand on Homura’s rear, and the other on her chest. Homura swallowed, her disdain for Mami’s relentless roleplaying suddenly banished by feeling just how nice Mami’s hands felt on her body.  
  
And how nice other parts felt, too. Homura was _keenly_ aware that Mami’s skirt was brushing against her cock. It wasn’t anywhere near enough to make her cum, thankfully (that would be embarrassing beyond belief), but it still felt nice.  
  
“See?” Mami chuckled, lightly kneading Homura’s ass and breast. “You’re being bad right now. But don’t worry, Akemi,” Mami said, putting her face so close to Homura’s ear their cheeks touched. “I know how to make a bad girl be good.”  
  
Mami slowly, _slowly_ sank down, running her fingers and lips over Homura’s skin as she did so. Homura whined in the back of her throat, the arousal inside of her growing and growing as Mami teased her. The lust boiling inside of her hadn’t stopped even for a minute, and Homura was barely able to stop herself from panting with need.  
  
Finally, Mami arrived at Homura’s cock. She smiled up at the black-haired girl, on her knees and looking quite happy about it. Mami wrapped one hand around the base of Homura’s cock, and slowly, gently squeezed. Homura gasped as Mami leaned her head in, until she could, just barely, feel Mami’s lips touching her lower head.  
  
“I know a perfect way to get you to become good, Akemi,” Mami said, her breath puffing against Homura’s cock. It felt perfectly agonizing. Homura wished she could jerk her head forward a bit and bury her shaft inside Mami’s mouth. “Do you want me to help you, Homura?”  
  
“Yes,” Homura croaked, her eyes wild and desperate as she stared down into Mami’s calmly amused eyes. “ _Please_.”  
  
“Then of course I’ll help you, Akemi,” Mami said, her eyes dancing with mischievous delight.  
  
Mami stuck her tongue out and started licking around Homura’s base. Homura groaned. Mami gave the most amazing blowjobs. Homura hadn’t thought anyone could have been so skilled at oral sex, let alone _Mami_. But the older girl had the perfect technique, the perfect composure, the perfect _everything_.  
  
It was a struggle not to cum too quickly. And it was also a (futile) struggle for Homura to move her limbs. Mami had done a good job of tying her up. There obviously wasn’t the slightest chance of replicating the previous blowjob, where Homura had discovered that Mami’s drills of hair could work as handles to fuck her face with.  
  
Even if Mami had acted like she enjoyed that, especially since her hand had been inside her panties, furiously masturbating. No, this time, Homura had no choice but to lay back and take whatever Mami would give her.  
  
Luckily, Mami didn’t seem to have any interest in revenge. Instead, she was giving Homura a wonderful, _amazing_ blowjob. Sliding her lips down around it, kissing the shaft, teasing Homura with her tongue, there was no end to the tricks Mami kept on producing. It was amazing, and made Homura shift and groan in her yellow bindings, feeling the arousal building and building inside of her, turning in on itself and making her even more horny.  
  
And then Mami started _really_ giving Homura a blowjob. She wrapped her mouth around Homura’s cock and went down, down, down, until Homura’s huge shaft was entirely buried inside of Mami’s mouth and throat. Homura stared down at Mami, wide-eyed.  
  
Mami stared right back up at her, seeming quite calm and content with a large cock stretching out her neck. Then, finally, she started sliding back up the shaft, inch after inch of dick slipping out of her mouth. Mami only stopped when the very tip of Homura’s dick was still in between her lips. Then, smiling widely, she slid back in.  
  
It was far, far too good to be endured for long. Homura was about to cum. Again. She couldn’t quite remember how many times she had cum so far, but she still had a dick, so that meant she still needed to fuck Mami.  
  
“Mami,” Homura groaned, letting her head fall forward and her chin bounce off her breastbone. “I’m going to cum again.”  
  
Mami didn’t respond for a second as she slid off of Homura’s cock. Her lips left Homura’s shaft with a pop, and her tongue flicked out to lick them. Then she smiled up at Homura.  
“Really?” Mami asked, her voice slightly husky. “Then cum. Cum for me, cum all over me.”  
  
Mami lowered her face below Homura’s cock and closed her eyes. She smiled, looking as pretty and erotic as Homura had ever seen. It was enough to erode the last bits of Homura’s body that weren’t ready to cum yet.  
  
Homura sighed in satisfaction as she came. Came all over Mami’s face. It felt _wonderful_ , jet after jet of thick, hot cum leaping out of her cock to splatter all over Mami’s beautiful features.  
  
And Mami took all of it. She didn’t flinch, she didn’t pull away, she stayed in place, as Homura completely covered her face in semen. The sight was hot enough to make Homura cum again, even as Mami stroked her off, making certain that Homura’s cock stayed pointed at her face.  
  
By the end of Homura’s back to back orgasms, Mami didn’t have a clean inch of skin left on her face. She was absolutely, completely covered, from her forehead to her chin. Semen was all over her, dripping off her cheeks to land on her shoulders. It was an erotic sight, and one that Mami obviously enjoyed just as much as Homura.  
  
Homura glanced down at her dick as Mami stayed in place, apparently basking in the feeling of being covered like that. She still had a fairly large dick. There was still plenty more to do.

*******

Homura groaned, the sound much too loud for her ears. She adjusted the ice pack on her forehead, and wondered if it was time to transfer it to her crotch. She was sore all over. So was Mami, for that matter, even if the blonde tried not to look like she was as she stared out at the setting sun.  
  
They had finally done it. They had managed to fuck Homura’s cock away to nothing. She had a pussy again, just like she should. And that was a good feeling, even if Homura was doing her best not to actually _feel_ anything down there right now.  
  
“How are you feeling, Homura?” Mami asked, turning around to give a big, sunny smile to Homura.  
  
“Worried, obviously,” Homura said, frowning at Mami. Or Mami’s crotch, at least.  
  
“Yes, it is rather inconvenient, isn’t it?” Mami said with a shrug and a sip of tea. “Sadly, I don’t think there’s a thing we can do about it.”  
  
Homura was uncomfortably afraid that Mami was right. Homura had looked and looked, and she couldn’t find it. And Mami said she didn’t feel a thing inside of herself, except for Homura’s fingers. (And the expression on her face and tone of voice said that she wouldn’t mind feeling that some more in other circumstances.)  
  
Homura was mostly upset with herself. It was _her_ Soul Gem, and she should have been keeping better track of it. The whole problem, after all, had been that it was wrapped tightly around Homura’s dick. And now that Homura didn’t have a dick…  
  
Homura thought the entire thing could have been avoided if she had just gotten a titfuck from Mami to work off the last inch of her addition. Instead, she had fucked Mami’s pussy, with her Soul Gem still tightly wrapped around her miniscule shaft.  
  
And then she had cum, and her Soul Gem obviously couldn’t be wrapped around nothing. In fact, it wasn’t wrapped around _anything_. It flat out wasn’t there.  
  
Somehow, Homura’s Soul Gem was trapped inside Mami’s body, and she couldn’t get it out. And, of course, Homura needed to stay within a hundred meters or so or else she would collapse. It was a _very_ good thing the two of them went to the same school. It was a lot less good that the two of them lived (and Homura thought that was very much in the past tense) in separate apartment buildings.  
  
The two of them were going to have to get a lot closer to each other now. Both Homura and Mami knew that, and Homura knew which apartment they would be staying out. They’d be going out with each other, they’d be fighting Witches with each other, they were practically going to be joined at the hip from now on.  
  
Homura was _not_ looking forward to explaining this to Madoka.


End file.
